Every companies have its own Memorandum of Association (MOA) and Articles of Association (AOA); many people got puzzled between these two. ‘Memorandum of Association’ abbreviated as MOA, is the root document of the company, which contains all the basic details about the company. ‘Articles of Association’ shortly known as AOA, is also a major document which contains all the rules and regulations designed by the company. Below you can see the basic differences between the Memorandum of Association and Articles of Association.
Let me share you the basic difference between MOA and AOA
MEMORANDUM OF ASSOCIATION
- Definition : Memorandum of Association (MOA) is a document that contains all the fundamental data which are required for the company incorporation.
- Registration: MOA must be registered at the time of incorporation.
- Scope: The Memorandum is the charter, which characterizes and limits powers and constraints of the organization.
- Status: Supreme document.
- Power: The memorandum cannot give the company power to do anything opposed to the provision of the companies act.
- Contents: A memorandum must contain six clauses.
- Objectives: The memorandum contains the objectives and powers of the company.
- Validity: The memorandum is the dominant instrument and controls articles.
ARTICLES OF ASSOCIATION
- Definition : Articles of Association (AOA) is a document containing all the rules and regulations that governs the company
- Registration: The articles may or may not be registered.
- Scope: The articles demonstrate obligations, rights and powers of individuals, who are endowed with the responsibility of running the organization and administration.
- Status: It is subordinate to the memorandum.
- Power: The articles are constrained by the act, but they are also subsidiary to the memorandum and cannot exceed the powers contained therein.
- Contents: The articles can be drafted according to the decision of the Company.
- Objectives: The articles provide the regulations by which those objectives and powers are to be conveyed into impact.
- Validity: Any provision, as opposed to memorandum of association, is invalid.
Definition of Memorandum of Association (MOA)
Memorandum of Association (MOA) is the supreme public document which contains all those information that are required for the company at the time of incorporation. It can likewise be said that an organization can’t be consolidated without notice. At the season of enlistment of the organization, it should be enrolled with the ROC (Registrar of Companies). It contains the items, forces, and extent of the organization, past which an organization is not permitted to work, i.e. it confines the scope of exercises of the organization.
Any individual who manages the organization like shareholders, banks, financial specialists, and so forth is ventured to have perused the organization, i.e. they should know the organization’s items and its zone of operations. The Memorandum is otherwise called the contract of the organization. There are six states of the Memorandum:
- Name Clause – Any company cannot register with a name which CG may think unfit and also with a name that too nearly resembles with the name of any other company.
- Situation Clause – Every company must specify the name of the state in which the registered office of the company is located.
- Capital Clause – The total capital of the company.
- Object Clause – Main objects and auxiliary objects of the company.
- Liability Clause – Details regarding the liabilities of the members of the company.
- Subscription Clause – Details of subscribers, shares taken by them, witness, etc.
Definition of Articles of Association (AOA)
Articles of Association (AOA) is the secondary document, which characterizes the tenets and controls made by the organization for its organization and everyday administration. Moreover, the articles contain the rights, obligations, forces and obligations of individuals and executives of the organization. It additionally incorporates the data about the records and review of the organization.
Each organization must have its own particular articles. In any case, an open organization restricted by shares can receive Table A rather than Articles of Association. It includes all the vital insights with respect to the inward issues and the administration of the organization. It is set up for the people inside the organization, i.e. individuals, workers, executives, and so on. The administration of the organization is done by the guidelines endorsed in it. The organizations can outline its articles of relationship according to their prerequisite and decision.
Conclusion: Both documents are very important for every company listed in India, these paper are root docs for company, and every business owner need to know about these 2 docs. Thank you!